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The disclosure of the “controlling person” becomes public for Spanish companies

CONGRESO
Starting in the current 2018, the Spanish Government has opted to use the obligation of depositing the financial Statements of the previous year before the Companies Registrar (Registro Mercantil) to comply with the EU Directive 2015/849 on the prevention of the use of the financial system for the purposes of money laundering or terrorist financing, with regard to the publicity of the beneficial owners and/or controlling person behind each entity.

According to the Spanish Companies Act, all companies are obliged to approve their annual accounts within 6 months after the closing of the tax year, normally December 31st, and subsequently deposit them before the Companies Registrar. The Ministry of Justice has just modified the official forms for this procedure by including the obligation of declaring the controlling person behind every company resident in Spain, with immediate effects from this year 2018.

The Spanish Legislation on Money Laundering (Law 10/2010regulates the parameters of who must be considered as “effective owner” of a company, by drawing a line of 25 % above which there will be that considered whoever owns or controls more than 25 % of the share capital, or voting rights, or in any way is capable to influence on the effective management of the company. This control can be exercised directly or through middle companies, without distinction of the nationality or residence of the individual who holds such control.

With this measure, Spain aligns with other European Countries in the implementation of the EU Directives, and gives public access to the controlling persons through the Companies Registrar.

Companies excluded from this regulation are those listed in a regulated market in Spain, European Union or third countries having an equivalent regulation system.